Common use of Office of Foreign Assets Control Clause in Contracts

Office of Foreign Assets Control. No Partnership Entity is and, to the knowledge of the Partnership, no director, officer, agent, employee or other person associated with or acting on behalf of the Partnership Entities is currently the subject or target of any sanctions administered or enforced by the U. S. Government (including, without limitation, the Office of Foreign Assets Control of the U.S. Department of the Treasury or the U.S. Department of State and including, without limitation, the designation as a “specially designated national” or “blocked person”), the United Nations Security Council, the European Union, Her Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions”), nor are the Partnership Entities located, organized or resident in a country or territory that is the subject or the target of Sanctions, including, without limitation, Cuba, Iran, North Korea, Sudan and Syria (each, a “Sanctioned Country”); and no Partnership Entity will directly or indirectly use the proceeds from the sale of the Notes hereunder, or lend, contribute or otherwise make available such proceeds to any affiliate, joint venture partner or other person or entity (i) to fund or facilitate any activities of or business with any person that, at the time of such funding or facilitation, is the subject or the target of Sanctions; (ii) to fund or facilitate any activities of or business in any Sanctioned Country or (iii) in any other manner that will result in a violation by any person (including any person participating in the transaction, whether as initial purchaser, advisor, investor or otherwise) of Sanctions. For the past 5 years, the Partnership Entities have not knowingly engaged in and are not now knowingly engaged in any dealings or transactions with any person that at the time of the dealing or transaction is or was the subject or the target of Sanctions or with any Sanctioned Country.

Office of Foreign Assets Control. No Neither the Partnership Entity nor any of its Subsidiaries is and, to the knowledge of the Partnership, no director, officer, agent, employee or other person associated with or acting on behalf of the Partnership Entities is currently the subject or target of any sanctions administered or enforced by the U. S. Government (including, without limitation, the Office of Foreign Assets Control of the U.S. Department of the Treasury or the U.S. Department of State and including, without limitation, the designation as a “specially designated national” or “blocked person”), the United Nations Security Council, the European Union, Her Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions”), nor are any of the Partnership Entities or its Subsidiaries located, organized or resident in a country or territory that is the subject or the target of Sanctions, including, without limitation, Crimea, Cuba, Iran, North Korea, Sudan and Syria (each, a “Sanctioned Country”); and no neither the Partnership Entity nor any of its Subsidiaries will directly or indirectly use the proceeds from the sale of the Notes hereunder, or lend, contribute or otherwise make available such proceeds to any affiliate, joint venture partner or other person or entity (i) to fund or facilitate any activities of or business with any person that, at the time of such funding or facilitation, is the subject or the target of Sanctions; (ii) to fund or facilitate any activities of or business in any Sanctioned Country or (iii) in any other manner that will result in a violation by any person (including any person participating in the transaction, whether as initial purchaser, advisor, investor or otherwise) of Sanctions. For the past 5 five years, the Partnership Entities and its Subsidiaries have not knowingly engaged in and are not now knowingly engaged in any dealings or transactions with any person that at the time of the dealing or transaction is or was the subject or the target of Sanctions or with any Sanctioned Country.

Office of Foreign Assets Control. No Partnership Entity is andNeither the Company nor any of its subsidiaries, nor to the knowledge of the PartnershipCompany, no any director, officer, manager agent, employee or other person associated with or acting on behalf of the Partnership Entities Company or any of its subsidiaries is a Person that is, or is owned or controlled by a Person that is, currently the subject or target of any sanctions administered or enforced by the U. S. Government U.S. government (including, without limitation, the Office of Foreign Assets Control of the U.S. Treasury Department of the Treasury (“OFAC”) or the U.S. Department of State and including, without limitation, the designation as a “"specially designated national” " or “"blocked person”"), the United Nations Security Council, the European Union, Her Majesty’s 's Treasury, or other relevant sanctions authority (collectively, “"Sanctions”"), nor are is the Partnership Entities Company, ASPI or any of their respective subsidiaries located, organized or resident in a country or territory that is the subject or the target of Sanctions, including, without limitation, the Crimea Region, the so-called Donetsk People's Republic, the so-called Luhansk People's Republic, Cuba, Iran, North Korea, Sudan Russia and Syria (each, a “Sanctioned Country”); and no Partnership Entity the Company will not directly or indirectly use the proceeds from the sale of the Notes hereunderoffering, or lend, contribute or otherwise make available such proceeds to any affiliatesubsidiary, joint venture partner or other person or entity Person (i) to fund or facilitate any activities of or business with any person Person that, at the time of such funding or facilitation, is the subject or the target of Sanctions; , (ii) to fund or facilitate any activities of or business in any Sanctioned Country or (iii) in any other manner that will result in a violation by any person Person (including any person Person participating in the transaction, whether as initial purchaser, advisor, investor or otherwise) of Sanctions. For the past 5 years, five years the Partnership Entities Company or its subsidiaries have not knowingly engaged in and are not now knowingly engaged in any dealings or transactions with any person Person that at the time of the dealing or transaction is or was the subject or the target of Sanctions or with any Sanctioned Country.

Office of Foreign Assets Control. No Partnership Entity is and(i) Neither the Company nor any Subsidiary (collectively, the “Entity”) nor, to the knowledge of the PartnershipCompany’s knowledge, no any director, officer, agent, employee or other person associated with or acting on behalf affiliate of the Partnership Entities Company or any Subsidiary (in this paragraph (nn), a “Person”) is (A) currently the subject or target of to any U.S. sanctions administered or enforced by the U. S. Government (including, without limitation, the Office of Foreign Assets Control of the U.S. Treasury Department of the Treasury or the U.S. Department of State and including, without limitation, the designation as a (“specially designated national” or “blocked personOFAC”), the United Nations Security Council, the European Union, Her His Majesty’s Treasury, or other relevant sanctions authority authorities, including, without limitation, designation on OFAC’s Specially Designated Nationals and Blocked Persons List or OFAC’s Foreign Sanctions Evaders List (as amended, collectively, “Sanctions”), ) nor are the Partnership Entities (B) located, organized or resident in a country or territory that is the subject of Sanctions that broadly prohibit dealings with that country or the target of Sanctions, territory (including, without limitation, Cuba, Iran, North Korea, Sudan Syria, the so-called Donetsk People’s Republic, the so-called Luhansk People’s Republic and Syria the Crimea Region of the Ukraine) (each, a the “Sanctioned CountryCountries”); (ii) the Entity represents and no Partnership Entity covenants that it will not, directly or indirectly indirectly, use the proceeds from the sale of the Notes hereunderoffering, or lend, contribute or otherwise make available such proceeds to any affiliatesubsidiary, joint venture partner or other person or entity Person: (iA) to fund or facilitate any activities or business of or business with any person Person or in any country or territory that, at the time of such funding or facilitation, is the subject of Sanctions or the target of Sanctionsis a Sanctioned Country; (ii) to fund or facilitate any activities of or business in any Sanctioned Country or (iiiB) in any other manner that will result in a violation of Sanctions by any person Person (including any person Person participating in the transactionoffering, whether as initial purchaserunderwriter, advisor, investor or otherwise); and (iii) of Sanctions. For the Entity represents and covenants that, except as detailed in the Registration Statement and the Prospectus, for the past 5 years, the Partnership Entities have it has not knowingly engaged in and are in, is not now knowingly engaged in engaging in, and will not engage in, any dealings or transactions with any person Person, or in any country or territory, that at the time of the dealing or transaction is or was the subject or the target of Sanctions or with any is or was a Sanctioned Country.

Office of Foreign Assets Control. No Partnership Entity is andNeither the Company nor any Subsidiary nor, to the knowledge of the PartnershipCompany, no any director, officer, agent, employee or other person associated with or acting on behalf affiliate of the Partnership Entities Company or any Subsidiary (i) is currently the subject or target of to any sanctions administered or imposed by the United States (including any administered or enforced by the U. S. Government (including, without limitation, the Office of Foreign Assets Control of the U.S. Department of the Treasury or Department, the U.S. Department of State State, or the Bureau of Industry and including, without limitation, Security of the designation as a “specially designated national” or “blocked person”U.S. Department of Commerce), the United Nations Security Council, the European Union, or the United Kingdom (including sanctions administered or controlled by Her Majesty’s Treasury, or other relevant sanctions authority ) (collectively, “Sanctions” and such persons, “Sanction Persons”)) or (ii) will, nor are the Partnership Entities located, organized or resident in a country or territory that is the subject or the target of Sanctions, including, without limitation, Cuba, Iran, North Korea, Sudan and Syria (each, a “Sanctioned Country”); and no Partnership Entity will directly or indirectly indirectly, use the proceeds from the sale of the Notes hereunderthis offering, or lend, contribute or otherwise make available such proceeds to any affiliatesubsidiary, joint venture partner or other person or entity (i) to fund or facilitate any activities of or business with any person that, at the time of such funding or facilitation, is the subject or the target of Sanctions; (ii) to fund or facilitate any activities of or business in any Sanctioned Country or (iii) in any other manner that will result in a violation by of any economic Sanctions by, or could result in the imposition of Sanctions against, any person (including any person participating in the transactionoffering, whether as initial purchaserunderwriter, advisor, investor or otherwise). Neither the Company nor any Subsidiary nor, to the knowledge of the Company, any director, officer, agent, employee or affiliate of the Company or any of the Subsidiaries, is a person that is, or is 50% or more owned or otherwise controlled by a person that is: (i) the subject of any Sanctions. For the past 5 years; or (ii) located, organized or resident in a country or territory that is, or whose government is, the Partnership Entities have subject of Sanctions that broadly prohibit dealings with that country or territory (currently, Cuba, Iran, North Korea, Sudan, and Syria) (collectively, “Sanctioned Countries” and each, a “Sanctioned Country”). Except as has been disclosed to the Underwriters or is not knowingly engaged in and are not now knowingly material to the analysis under any Sanctions, neither the Company nor any Subsidiary has engaged in any dealings or transactions with any person that at or for the time benefit of the dealing or transaction is or was the subject or the target of Sanctions a Sanctioned Person, or with any or in a Sanctioned Country., in the preceding 3 years, nor does the Company or any Subsidiary have any plans to increase its dealings or transactions with Sanctioned Persons, or with or in Sanctioned Countries

Office of Foreign Assets Control. No Neither the Partnership Entity nor any of its Subsidiaries is and, to the knowledge of the Partnership, no director, officer, agent, employee or other person associated with or acting on behalf of the Partnership Entities is currently the subject or target of any sanctions administered or enforced by the U. S. Government (including, without limitation, the Office of Foreign Assets Control of the U.S. Department of the Treasury or the U.S. Department of State and including, without limitation, the designation as a “specially designated national” or “blocked person”), the United Nations Security Council, the European Union, Her Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions”), nor are any of the Partnership Entities or its Subsidiaries located, organized or resident in a country or territory that is the subject or the target of Sanctions, including, without limitation, Cuba, Iran, North Korea, Sudan Sudan, Syria and Syria Venezuela (each, a “Sanctioned Country”); and no neither the Partnership Entity nor any of its Subsidiaries will directly or indirectly use the proceeds from the sale of the Notes hereunder, or lend, contribute or otherwise make available such proceeds to any affiliate, joint venture partner or other person or entity (i) to fund or facilitate any activities of or business with any person that, at the time of such funding or facilitation, is the subject or the target of Sanctions; (ii) to fund or facilitate any activities of or business in any Sanctioned Country or (iii) in any other manner that will result in a violation by any person (including any person participating in the transaction, whether as initial purchaser, advisor, investor or otherwise) of Sanctions. For the past 5 five years, the Partnership Entities and its Subsidiaries have not knowingly engaged in and are not now knowingly engaged in any dealings or transactions with any person that at the time of the dealing or transaction is or was the subject or the target of Sanctions or with any Sanctioned Country.

Office of Foreign Assets Control. No Partnership Entity is andNeither the Company nor any Subsidiary nor, to the knowledge of the PartnershipCompany’s knowledge, no any director, officer, agent, employee employee, affiliate or any agent or other person associated with or Person acting on behalf of the Partnership Entities Company or any Subsidiary is (i) currently the subject or target of to any sanctions administered or enforced by the U. S. Government (including, without limitation, the Office of Foreign Assets Control of the U.S. United States Treasury Department of the Treasury (“OFAC”) or the U.S. Department of State and including, without limitation, (including the designation as a “specially designated national” or “blocked person”), the European Union, His Majesty’s Treasury, the United Nations Security Council, the European Union, Her Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions”), nor are the Partnership Entities or (ii) located, organized organized, or resident in a country or territory that is the subject or the target of Sanctions, including, without limitationcomprehensive Sanctions (currently, Cuba, Iran, North Korea, Sudan Syria, and Syria the Crimea, so-called Donetsk People’s Republic, and so-called Luhansk People’s Republic regions of Ukraine) (each, each a “Sanctioned CountryJurisdiction”); and no Partnership Entity . The Company will not directly or indirectly use the proceeds from the sale of the Notes offering of the Shares hereunder, or lend, contribute or otherwise make available such proceeds to any affiliatesubsidiary, joint venture partner or other person or entity (i1) to fund or facilitate any activities of or business with any person person, or in any country or territory, that, at the time of such funding or facilitationfunding, is the subject or the target of Sanctions; (ii) to fund or facilitate any activities Sanctions in violation of or business in any Sanctioned Country Sanctions or (iii2) in any other manner that will result in a violation by any person (including any person participating in the transaction, whether as initial purchaser, advisor, investor or otherwise) of Sanctions. For ; neither the Company nor any of its Subsidiaries is knowingly engaged in, or ​ ​ has, at any time in the past 5 five years, the Partnership Entities have not knowingly engaged in and are not now knowingly engaged in in, any dealings or transactions with or involving any person individual or entity that was or is, as applicable, at the time of the such dealing or transaction is or was transaction, the subject or the target of Sanctions or with any Sanctioned CountryJurisdiction, in violation of Sanctions. The Company and its Subsidiaries have instituted, and maintain, policies and procedures reasonably designed to promote and achieve continued compliance with Sanctions.

Office of Foreign Assets Control. No Partnership Entity is andNeither the Company nor any of its Subsidiaries, directors, officers, or employees, nor, to the knowledge of the PartnershipCompany, no directorafter due inquiry, officer, any agent, employee affiliate or other person associated with or acting on behalf of the Partnership Entities Company or any of its Subsidiaries is currently the subject or the target of any U.S. sanctions administered or enforced by the U. S. Government (including, without limitation, the Office of Foreign Assets Control of the U.S. Department of the Treasury ("OFAC") or the U.S. Department of State and including, without limitation, the designation as a “specially designated national” or “blocked person”)State, the United Nations Security Council, the European Union, Her Majesty’s Treasury's Treasury of the United Kingdom, or other relevant sanctions authority (collectively, “"Sanctions”"), ; nor are is the Partnership Entities Company or any of its subsidiaries located, organized or resident in a country or territory that is the subject or the target of Sanctions, including, without limitation, the Crimea Region and the non-government controlled areas of the Zaporizhzhia and Kherson Regions of Ukraine, the so-called Donetsk People's Republic, the so-called Luhansk People's Republic, Cuba, Iran, North Korea, Sudan Korea and Syria (each, a “Sanctioned Country”)Syria; and no Partnership Entity the Company will not directly or indirectly use the proceeds from the sale of the Notes hereunderthis offering, or lend, contribute or otherwise make available such proceeds to any affiliateSubsidiary, or any joint venture partner or other person or entity (i) to fund or facilitate any entity, for the purpose of financing the activities of or business with any person thatperson, or in any country or territory, that at the time of such funding or facilitationfinancing, is the subject or the target of Sanctions; (ii) to fund Sanctions or facilitate any activities of or business in any Sanctioned Country or (iii) in any other manner that will result in a violation by any person (including any person participating in the transaction, transaction whether as initial purchaserunderwriter, advisor, investor or otherwise) of applicable Sanctions. For the past 5 five years, the Partnership Entities Company and its subsidiaries have not knowingly engaged in and are not now knowingly engaged in any dealings or transactions with any person that at the time of the dealing or transaction is or was the subject or the target of Sanctions or with any Sanctioned Countrysanctioned country.

Office of Foreign Assets Control. No Partnership Entity is andNeither the Company nor any Subsidiary nor, to the knowledge of the PartnershipCompany, no any director, officer, agent, employee or other person associated with or acting on behalf affiliate of the Partnership Entities Company or any Subsidiary (i) is currently the subject or target of to any sanctions administered or imposed by the United States (including any administered or enforced by the U. S. Government (including, without limitation, the Office of Foreign Assets Control of the U.S. Department of the Treasury or Department, the U.S. Department of State State, or the Bureau of Industry and including, without limitation, Security of the designation as a “specially designated national” or “blocked person”U.S. Department of Commerce), the United Nations Security Council, the European Union, or the United Kingdom (including sanctions administered or controlled by Her Majesty’s 's Treasury, or other relevant sanctions authority ) (collectively, “"Sanctions”)" and such persons, nor are the Partnership Entities located"Sanction Persons") or (ii) will, organized or resident in a country or territory that is the subject or the target of Sanctions, including, without limitation, Cuba, Iran, North Korea, Sudan and Syria (each, a “Sanctioned Country”); and no Partnership Entity will directly or indirectly indirectly, use the proceeds from the sale of the Notes hereunderthis offering, or lend, contribute or otherwise make available such proceeds to any affiliatesubsidiary, joint venture partner or other person or entity (i) to fund or facilitate any activities of or business with any person that, at the time of such funding or facilitation, is the subject or the target of Sanctions; (ii) to fund or facilitate any activities of or business in any Sanctioned Country or (iii) in any other manner that will result in a violation by of any economic Sanctions by, or could result in the imposition of Sanctions against, any person (including any person participating in the transactionoffering, whether as initial purchaserunderwriter, advisor, investor or otherwise). Neither the Company nor any Subsidiary nor, to the knowledge of the Company, any director, officer, agent, employee or affiliate of the Company or any of the Subsidiaries, is a person that is, or is 50% or more owned or otherwise controlled by a person that is: (i) the subject of any Sanctions. For the past 5 years; or (ii) located, organized or resident in a country or territory that is, or whose government is, the Partnership Entities have subject of Sanctions that broadly prohibit dealings with that country or territory (currently, Cuba, Iran, North Korea, Sudan, and Syria) (collectively, "Sanctioned Countries" and each, a "Sanctioned Country"). Except as has been disclosed to the Underwriters or is not knowingly engaged in and are not now knowingly material to the analysis under any Sanctions, neither the Company nor any Subsidiary has engaged in any dealings or transactions with or for the benefit of a Sanctioned Person, or with or in a Sanctioned Country, in the preceding 3 years, nor does the Company or any person that at Subsidiary have any plans to increase its dealings or transactions with Sanctioned Persons, or with or in Sanctioned Countries (rr) Off-Balance Sheet Arrangements. There are no transactions, arrangements and other relationships between and/or among the time Company, and/or, to the knowledge of the dealing Company, any of its affiliates and any unconsolidated entity, including, but not limited to, any structural finance, special 20 purpose or transaction is or was limited purpose entity (each, an "Off Balance Sheet Transaction") that could reasonably be expected to affect materially the subject Company's liquidity or the target availability of Sanctions or with any Sanctioned Countryrequirements for its capital resources, including those Off Balance Sheet Transactions described in the Commission's Statement about Management's Discussion and Analysis of Financial Conditions and Results of Operations (Release Nos. 33‑8056; 34‑45321; FR‑61), required to be described in the Prospectus which have not been described as required.

Office of Foreign Assets Control. No Partnership Entity is andNone of the Company nor, to the knowledge of the PartnershipCompany, no any director, officer, agent, employee or other person associated with Affiliate of the Company (i) is controlled or 50% or more owned in the aggregate by or is acting on behalf of, one or more individuals or entities that are currently the subject of the Partnership Entities any sanctions or (ii) is currently the subject or the target of any sanctions administered or enforced by the U. S. Government (United States Government, including, without limitation, the Office of Foreign Assets Control of the U.S. United States Department of the Treasury Treasury, or the U.S. United States Department of State and including, without limitation, the designation as a “specially designated national” or “blocked person”),” the European Union, His Majesty’s Treasury, the United Nations Security Council, the European Union, Her Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions” and such persons, “Sanctioned Persons” and each such person, a “Sanctioned Person”), nor are the Partnership Entities (iii) is located, organized or resident in a country or territory that is is, or whose government is, the subject of Sanctions that broadly prohibit dealings with that country or the target of Sanctionsterritory (collectively, including, without limitation, Cuba, Iran, North Korea, Sudan “Sanctioned Countries” and Syria (each, a “Sanctioned Country”); and no Partnership Entity , or (iv) will directly or indirectly use the proceeds from the sale of the Notes offering of the Securities hereunder, or lend, contribute or otherwise make available such proceeds to any affiliatesubsidiary, joint venture partner or other person or entity (i) to fund or facilitate any activities of or business with any person person, or in any country or territory, that, at the time of such funding or facilitationfunding, is the subject or the target of Sanctions; Sanctions or (ii) to fund or facilitate any activities of or business in any Sanctioned Country or (iii) in any other manner that will result in a violation by any person (including any person participating in the transaction, whether as initial purchaserunderwriter, advisor, investor or otherwise) of Sanctions. For the past 5 years, the Partnership Entities have The Company has not knowingly engaged in and are not now knowingly engaged in any dealings or transactions with any person that at or for the time benefit of the dealing or transaction is or was the subject or the target of Sanctions a Sanctioned Person, or with or in a Sanctioned Country, in the preceding five years, nor does the Company have any plans to engage in dealings or transactions with or for the benefit of a Sanctioned Person, or with or in a Sanctioned Country.

Office of Foreign Assets Control. No Partnership Entity is andNeither the Company nor any Subsidiary nor, to the knowledge of the PartnershipCompany’s knowledge, no any director, officer, agent, employee employee, affiliate or any agent or other person associated with or Person acting on behalf of the Partnership Entities Company or any Subsidiary is (i) currently the subject or target of to any sanctions administered or enforced by the U. S. Government (including, without limitation, the Office of Foreign Assets Control of the U.S. United States Treasury Department of the Treasury (“OFAC”) or the U.S. Department of State and including, without limitation, (including the designation as a “specially designated national” or “blocked person”), the European Union, His Majesty’s Treasury, the United Nations Security Council, the European Union, Her Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions”), nor are the Partnership Entities or (ii) located, organized organized, or resident in a country or territory that is the subject or the target of Sanctions, including, without limitationcomprehensive Sanctions (currently, Cuba, Iran, North Korea, Sudan Syria, and Syria the Crimea, so-called Donetsk People’s Republic, and so-called Luhansk People’s Republic regions of Ukraine) (each, each a “Sanctioned CountryJurisdiction”); and no Partnership Entity . The Company will not directly or indirectly use the proceeds from the sale of the Notes offering of the Shares hereunder, or lend, contribute or otherwise make available such proceeds to any affiliatesubsidiary, joint venture partner or other person or entity (i1) to fund or facilitate any activities of or business with any person person, or in any country or territory, that, at the time of such funding or facilitationfunding, is the subject or the target of Sanctions; (ii) to fund or facilitate any activities Sanctions in violation of or business in any Sanctioned Country Sanctions or (iii2) in any other manner that will result in a violation by any person (including any person participating in the transaction, whether as initial purchaser, advisor, investor or otherwise) of Sanctions. For ; neither the Company nor any of its Subsidiaries is knowingly engaged in, or has, at any time in the past 5 five years, the Partnership Entities have not knowingly engaged in and are not now knowingly engaged in in, any dealings or transactions with or involving any person individual or entity that was or is, as applicable, at the time of the such dealing or transaction is or was transaction, the subject or the target of Sanctions or with any Sanctioned CountryJurisdiction, in violation of Sanctions. The Company and its Subsidiaries have instituted, and maintain, policies and procedures reasonably designed to promote and achieve continued compliance with Sanctions.

Office of Foreign Assets Control. No Partnership Entity is and, to the knowledge of the Partnership, no director, officer, agent, employee or other person associated with or acting on behalf of the Partnership Entities is currently the subject or target of any sanctions administered or enforced by the U. S. Government (including, without limitation, the Office of Foreign Assets Control of the U.S. Department of the Treasury or the U.S. Department of State and including, without limitation, the designation as a “specially designated national” or “blocked person”), the United Nations Security Council, the European Union, Her Majesty’s Treasury, or other relevant sanctions authority (collectively, “Sanctions”), nor are the Partnership Entities located, organized or resident in a country or territory that is the subject or the target of Sanctions, including, without limitation, Cuba, Crimea, Iran, North Korea, Sudan and Syria (each, a “Sanctioned Country”); and no Partnership Entity will directly or indirectly use the proceeds from the sale of the Notes hereunder, or lend, contribute or otherwise make available such proceeds to any affiliate, joint venture partner or other person or entity (i) to fund or facilitate any activities of or business with any person that, at the time of such funding or facilitation, is the subject or the target of Sanctions; (ii) to fund or facilitate any activities of or business in any Sanctioned Country or (iii) in any other manner that will result in a violation by any person (including any person participating in the transaction, whether as initial purchaser, advisor, investor or otherwise) of Sanctions. For the past 5 five years, the Partnership Entities have not knowingly engaged in and are not now knowingly engaged in any dealings or transactions with any person that at the time of the dealing or transaction is or was the subject or the target of Sanctions or with any Sanctioned Country.

Office of Foreign Assets Control. No Partnership Entity is andNeither the Company nor any Subsidiary nor, to the knowledge of the PartnershipCompany, no any director, officer, agent, employee or other person associated with or acting on behalf affiliate of the Partnership Entities Company or any Subsidiary (i) is currently the subject or target of to any sanctions administered or imposed by the United States (including any administered or enforced by the U. S. Government (including, without limitation, the Office of Foreign Assets Control of the U.S. Department of the Treasury or Department, the U.S. Department of State State, or the Bureau of Industry and including, without limitation, Security of the designation as a “specially designated national” or “blocked person”U.S. Department of Commerce), the United Nations Security Council, the European Union, or the United Kingdom (including sanctions administered or controlled by Her Majesty’s 's Treasury, or other relevant sanctions authority ) (collectively, “"Sanctions”)" and such persons, nor are the Partnership Entities located"Sanction Persons") or (ii) will, organized or resident in a country or territory that is the subject or the target of Sanctions, including, without limitation, Cuba, Iran, North Korea, Sudan and Syria (each, a “Sanctioned Country”); and no Partnership Entity will directly or indirectly indirectly, use the proceeds from the sale of the Notes hereunderthis offering, or lend, contribute or otherwise make available such proceeds to any affiliatesubsidiary, joint venture partner or other person or entity (i) to fund or facilitate any activities of or business with any person that, at the time of such funding or facilitation, is the subject or the target of Sanctions; (ii) to fund or facilitate any activities of or business in any Sanctioned Country or (iii) in any other manner that will result in a violation by of any economic Sanctions by, or could result in the imposition of Sanctions against, any person (including any person participating in the transactionoffering, whether as initial purchaserunderwriter, advisor, investor or otherwise). Neither the Company nor any Subsidiary nor, to the knowledge of the Company, any director, officer, agent, employee or affiliate of the Company or any of the Subsidiaries, is a person that is, or is 50% or more owned or otherwise controlled by a person that is: (i) the subject of any Sanctions. For the past 5 years; or (ii) located, organized or resident in a country or territory that is, or whose government is, the Partnership Entities have subject of Sanctions that broadly prohibit dealings with that country or territory (currently, Cuba, Iran, North Korea, Sudan, and Syria) (collectively, "Sanctioned Countries" and each, a "Sanctioned Country"). Except as has been disclosed to the Underwriters or is not knowingly engaged in and are not now knowingly material to the analysis under any Sanctions, neither the Company nor any Subsidiary has engaged in any dealings or transactions with or for the benefit of a Sanctioned Person, or with or in a Sanctioned Country, in the preceding 3 years, nor does the Company or any person that at Subsidiary have any plans to increase its dealings or transactions with Sanctioned Persons, or with or in Sanctioned Countries (rr) Off-Balance Sheet Arrangements. There are no transactions, arrangements and other relationships between and/or among the time Company, and/or, to the knowledge of the dealing Company, any of its affiliates and any unconsolidated entity, including, but not limited to, any structural finance, special purpose or transaction is or was limited purpose entity (each, an "Off Balance Sheet Transaction") that could reasonably be expected to affect materially the subject Company's liquidity or the target availability of Sanctions or with any Sanctioned Countryrequirements for its capital resources, including those Off Balance Sheet Transactions described in the Commission's Statement about Management's Discussion and Analysis of Financial Conditions and Results of Operations (Release Nos. 33‑8056; 34‑45321; FR‑61), required to be described in the Prospectus which have not been described as required.

Office of Foreign Assets Control. No Partnership Entity is andNeither the Company nor any Subsidiary nor, to the knowledge of the PartnershipCompany, no any director, officer, agent, employee or other person associated with or acting on behalf affiliate of the Partnership Entities Company or any Subsidiary (i) is currently the subject or target of to any sanctions administered or imposed by the United States (including any administered or enforced by the U. S. Government (including, without limitation, the Office of Foreign Assets Control of the U.S. Department of the Treasury or Department, the U.S. Department of State State, or the Bureau of Industry and including, without limitation, Security of the designation as a “specially designated national” or “blocked person”U.S. Department of Commerce), the United Nations Security Council, the European Union, or the United Kingdom (including sanctions administered or controlled by Her Majesty’s Treasury, or other relevant sanctions authority ) (collectively, “Sanctions” and such persons, “Sanction Persons”)) or (ii) will, nor are the Partnership Entities located, organized or resident in a country or territory that is the subject or the target of Sanctions, including, without limitation, Cuba, Iran, North Korea, Sudan and Syria (each, a “Sanctioned Country”); and no Partnership Entity will directly or indirectly indirectly, use the proceeds from the sale of the Notes hereunderthis offering, or lend, contribute or otherwise make available such proceeds to any affiliatesubsidiary, joint venture partner or other person or entity (i) to fund or facilitate any activities of or business with any person that, at the time of such funding or facilitation, is the subject or the target of Sanctions; (ii) to fund or facilitate any activities of or business in any Sanctioned Country or (iii) in any other manner that will result in a violation by of any economic Sanctions by, or could result in the imposition of Sanctions against, any person (including any person participating in the transactionoffering, whether as initial purchaserunderwriter, advisor, investor or otherwise). Neither the Company nor any Subsidiary nor, to the knowledge of the Company, any director, officer, agent, employee or affiliate of the Company or any of the Subsidiaries, is a person that is, or is 50% or more owned or otherwise controlled by a person that is: (i) the subject of any Sanctions. For the past 5 years; or (ii) located, organized or resident in a country or territory that is, or whose government is, the Partnership Entities have subject of Sanctions that broadly prohibit dealings with that country or territory (currently, Cuba, Iran, North Korea, Sudan, and Syria) (collectively, “Sanctioned Countries” and each, a “Sanctioned Country”). Except as has been disclosed to the Manager or is not knowingly engaged in and are not now knowingly material to the analysis under any Sanctions, neither the Company nor any Subsidiary has engaged in any dealings or transactions with any person that at or for the time benefit of the dealing or transaction is or was the subject or the target of Sanctions a Sanctioned Person, or with any or in a Sanctioned Country, in the preceding three (3) years, nor does the Company or any Subsidiary have any plans to increase its dealings or transactions with Sanctioned Persons, or with or in Sanctioned Countries.

Office of Foreign Assets Control. No Partnership Entity is and(a) Neither the Company nor any of its subsidiaries nor any director, officer, nor, to the knowledge of the PartnershipCompany, no director, officer, any agent, employee or other person associated with affiliate of the Company or any of its subsidiaries, (i) is, or is controlled by or is 50% or more owned in the aggregate by or is acting on behalf of the Partnership Entities is of, one or more individuals or entities that are currently the subject or target of any sanctions administered or enforced by the U. S. Government United States (including, without limitation, including any administered or enforced by the Office of Foreign Assets Control of the U.S. Department of the Treasury or Department, the U.S. Department of State State, or the Bureau of Industry and including, without limitation, Security of the designation as a “specially designated national” or “blocked person”U.S. Department of Commerce), the United Nations Security Council, the European Union, a member state of the European Union (including sanctions administered or enforced by Her Majesty’s TreasuryTreasury of the United Kingdom), Mexico, Argentina or other relevant sanctions authority (collectively, “Sanctions” and such persons, “Sanction Persons”), nor are the Partnership Entities or (ii) is located, organized or resident in a country or territory that is is, or whose government is, the subject of Sanctions that broadly prohibit dealings with that country or the target of Sanctionsterritory (collectively, including, without limitation, Cuba, Iran, North Korea, Sudan “Sanctioned Countries” and Syria (each, a “Sanctioned Country”); and no Partnership Entity will ) or (iii) will, directly or indirectly indirectly, use the proceeds from the sale of the Notes hereunderthis offering, or lend, contribute or otherwise make available such proceeds to any affiliatesubsidiary, joint venture partner or other person individual or entity (i) to fund or facilitate any activities of or business with any person that, at the time of such funding or facilitation, is the subject or the target of Sanctions; (ii) to fund or facilitate any activities of or business in any Sanctioned Country or (iii) in any other manner that will result in a violation by of any person Sanctions by, or could result in the imposition of Sanctions against, any individual or entity (including any person participating in the transactionoffering, whether as initial purchaserunderwriter, advisor, investor or otherwise). (i) The Company has not and (ii) none of Sanctions. For its subsidiaries has, since April 4, 2018 or (iii) has, to the past 5 yearsknowledge of the Company after due inquiry and diligence, the Partnership Entities have not knowingly engaged in and are not now knowingly on or prior to April 4, 2018, engaged in any dealings or transactions with any person that at or for the time benefit of the dealing or transaction is or was the subject or the target of Sanctions Sanctioned Persons, or with or in a Sanctioned Country, since its incorporation, nor does the Company or any of its subsidiaries have any plans to engage in dealings or transactions with or for the benefit of Sanctioned Persons, or with or in a Sanctioned Country.

Office of Foreign Assets Control. No Partnership Entity is andNeither the Company nor any Subsidiary nor, to the knowledge of the PartnershipCompany, no any director, officer, agent, employee or other person associated with or acting on behalf affiliate of the Partnership Entities Company or any Subsidiary (i) is currently the subject or target of to any sanctions administered or imposed by the United States (including any administered or enforced by the U. S. Government (including, without limitation, the Office of Foreign Assets Control of the U.S. Department of the Treasury or Department, the U.S. Department of State State, or the Bureau of Industry and including, without limitation, Security of the designation as a “specially designated national” or “blocked person”U.S. Department of Commerce), the United Nations Security Council, the European Union, or the United Kingdom (including sanctions administered or controlled by Her Majesty’s Treasury, or other relevant sanctions authority ) (collectively, “Sanctions” and such persons, “Sanction Persons”)) or (ii) will, nor are the Partnership Entities located, organized or resident in a country or territory that is the subject or the target of Sanctions, including, without limitation, Cuba, Iran, North Korea, Sudan and Syria (each, a “Sanctioned Country”); and no Partnership Entity will directly or indirectly indirectly, use the proceeds from the sale of the Notes hereunderthis offering, or lend, contribute or otherwise make available such proceeds to any affiliatesubsidiary, joint venture partner or other person or entity (i) to fund or facilitate any activities of or business with any person that, at the time of such funding or facilitation, is the subject or the target of Sanctions; (ii) to fund or facilitate any activities of or business in any Sanctioned Country or (iii) in any other manner that will result in a violation by of any economic Sanctions by, or could result in the imposition of Sanctions against, any person (including any person participating in the transactionoffering, whether as initial purchaserunderwriter, advisor, investor or otherwise). Neither the Company nor any Subsidiary nor, to the knowledge of the Company, any director, officer, agent, employee or affiliate of the Company or any of the Subsidiaries, is a person that is, or is 50% or more owned or otherwise controlled by a person that is: (i) the subject of any Sanctions. For the past 5 years; or (ii) located, organized or resident in a country or territory that is, or whose government is, the Partnership Entities have subject of Sanctions that broadly prohibit dealings with that country or territory (currently, Cuba, Iran, North Korea, Sudan, and Syria) (collectively, “Sanctioned Countries” and each, a “Sanctioned Country”). Except as has been disclosed to the Managers or is not knowingly engaged in and are not now knowingly material to the analysis under any Sanctions, neither the Company nor any Subsidiary has engaged in any dealings or transactions with any person that at or for the time benefit of the dealing or transaction is or was the subject or the target of Sanctions a Sanctioned Person, or with any or in a Sanctioned Country., in the preceding 3 years, nor does the Company or any Subsidiary have any plans to increase its dealings or transactions with Sanctioned Persons, or with or in Sanctioned Countries

Office of Foreign Assets Control. No Partnership Entity is andNeither the Company nor any Subsidiary nor, to the knowledge of the PartnershipCompany, no any director, officer, agent, employee or other person associated with or acting on behalf affiliate of the Partnership Entities Company or any Subsidiary (i) is currently the subject or target of to any sanctions administered or imposed by the United States (including any administered or enforced by the U. S. Government (including, without limitation, the Office of Foreign Assets Control of the U.S. Department of the Treasury or Department, the U.S. Department of State State, or the Bureau of Industry and including, without limitation, Security of the designation as a “specially designated national” or “blocked person”U.S. Department of Commerce), the United Nations Security Council, the European Union, or the United Kingdom (including sanctions administered or controlled by Her Majesty’s Treasury, or other relevant sanctions authority ) (collectively, “Sanctions” and such persons, “Sanction Persons”)) or (ii) will, nor are the Partnership Entities located, organized or resident in a country or territory that is the subject or the target of Sanctions, including, without limitation, Cuba, Iran, North Korea, Sudan and Syria (each, a “Sanctioned Country”); and no Partnership Entity will directly or indirectly indirectly, use the proceeds from the sale of the Notes hereunderthis offering, or lend, contribute or otherwise make available such proceeds to any affiliatesubsidiary, joint venture partner or other person or entity (i) to fund or facilitate any activities of or business with any person that, at the time of such funding or facilitation, is the subject or the target of Sanctions; (ii) to fund or facilitate any activities of or business in any Sanctioned Country or (iii) in any other manner that will result in a violation by of any economic Sanctions by, or could result in the imposition of Sanctions against, any person (including any person participating in the transactionoffering, whether as initial purchaserunderwriter, advisor, investor or otherwise). Neither the Company nor any Subsidiary nor, to the knowledge of the Company, any director, officer, agent, employee or affiliate of the Company or any of the Subsidiaries, is a person that is, or is 50% or more owned or otherwise controlled by a person that is: (i) the subject of any Sanctions. For the past 5 years; or (ii) located, organized or resident in a country or territory that is, or whose government is, the Partnership Entities have not knowingly engaged in subject of Sanctions that broadly prohibit dealings with that country or territory (currently, Cuba, Iran, North Korea, Sudan, and are not now knowingly Syria) (collectively, “Sanctioned Countries” and each, a “Sanctioned Country”). Neither the Company nor any Subsidiary has engaged in any dealings or transactions with or for the benefit of a Sanctioned Person, or with or in a Sanctioned Country, in the preceding 3 years, nor does the Company or any person that at Subsidiary have any plans to increase its dealings or transactions with Sanctioned Persons, or with or in Sanctioned Countries (qq) Off-Balance Sheet Arrangements. There are no transactions, arrangements and other relationships between and/or among the time Company, and/or, to the knowledge of the dealing Company, any of its affiliates and any unconsolidated entity, including, but not limited to, any structural finance, special purpose or transaction is or was limited purpose entity (each, an “Off Balance Sheet Transaction”) that could reasonably be expected to affect materially the subject Company’s liquidity or the target availability of Sanctions or with any Sanctioned Countryrequirements for its capital resources, including those Off Balance Sheet Transactions described in the Commission’s Statement about Management’s Discussion and Analysis of Financial Conditions and Results of Operations (Release Nos. 33-8056; 34-45321; FR-61), required to be described in the Prospectus which have not been described as required.